Thursday, November 20, 2014

Why spend RM97 million to cheat a company for RM50 million?

Still curious on Protasco Berhad.

The titled question still puzzles us. If Tey Poe Yee and Ooi Kock Aun cheated Prostasco for RM50 million, they run the risk of getting into trouble with the law and have their RM97 million investment in shares forfeited.

Supposed they manage to escape the law, the company's value will reduce by RM50 million and could translate to a lower share price, thus netting off with much return or even losses. Why take such risk?

Since repeating that line several times in this blog, one blog emerged to try reply us by cooking up a story that the modus operandi of Tey and Ooi resembled what happened to the shareholder of a troubled property company.

Unfortunately it is a poor example to be credible.

So happen we've met the troubled controlling shareholder when living abroad. He was charged for 58 counts of insider trading and his son is still at it cooking up one JV after another. Looks to us that the claimed victim is truly a cheat.

After the blog hacking incident, several blogs emerged to defend Dato Chong Ken Pen but it is filled with sweeping statements, unsubstantiated allegations and unrelated personal affairs.

Till they show the proofs, the comments won't get released. It's intention is diversion.

Yet they want a space in blogosphere by asking us for traffic? Aren't they greedy?

Tey and Ooi are being accused for having "breached their fiduciary and statutory
duties, including the duty to disclose their interest in the
transaction, conspiracy to defraud the company and the making of secret
profits". A recap of the event can be found in The Star here.

Thus far no proof have been revealed and allegations substantiated.

Instead, with the help from one media savvy Director, Chong have cornered the mainstream media and financial papers to the extent that reporters are willing to publish their spin based on "undisclosed source" to build a negative perception of Tey and Ooi.

Chairman Tan Sri Hadenan was heard to be putting his weight as a Chairman in an MACC Committee and as Member of the Board of Directors of Maybank.

By rights, he should expunge himself from all positions for he could be deemed as abusing the influence and prestige that comes with the two positions.

With only the play of perception, will the shareholders vote against them by a mere accusation not accompanied with fact or proof to show?

Go google? That sounded like Rafizi Ramli.

Exchange

In Bigdog's here, a commentator by the nicname of Alice passed a legalistic sounding comment which suspiciously look like it came from Protasco. Then another comentator by the nicname Hangover rebutted. Maybe it is the feisty Tey.

We reproduce both below:

Alice said: I just want to add several facts with regards to the on going case:1. Protasco’s allegation against Tey Por Yee and Ooi Kock Aun in
their lawsuit are that the two directors try to deceive Protasco and
making secret profits by establishing an Indonesian companies (PT Anglo
Slavic Utama/ASU and PT Anglo Slavic Indonesia/ASI) and inducing
Protasco to buy ASU’s shares in ASI without disclosing that they are the
owners of ASU and ASI.

Hangover replied:

Dear Mr Alice Chong,

In the name of all mighty, your boss days are numbered eaten by guilt inch by inch to judgement day. Watch how he rots.

If you wants to quote “facts”, show your underwear like Big Dog does –
post a link to the “black and white” facts documents to substance your
allegations. Enough lies on “character assassination” in the name of
“facts”. Show us you have no balls or else you are man.Lets open the mask one by one to see the ugly face of MD Chong, the only Executive Director in Mickey Mouse Club House.1. A)
Big lier Mr. Alice, you are so thick face or blind to keep lying in front
of Big Dog on what “deceive protasco and making secret profits”?

Your MD Chong “knew and signed a shareholders agreement, knowing the
consulting firm may own the rights/mandated or refers deals” for their
client (protasco and vendor). So what “deceive and making secret
profit”? If any, the one deceive is the one signing, so first to go to
jail is MD Chong because he sign such agreement. The more you “deceive
Big Dog”, the faster MD Chong goes to jail. Click Big Dog file and slap
your own face every time you repeat this lie.

[Refer to our previous posting here which shows Chong as signatories in several agreements]

B) “Establishing indonesia companies and inducing protasco (means MD chong)
in buying indonesia asset without telling they are owner of the
companies etc.”

The consultants “by the order made by client”, (which is MD Chong and
vendor), mandated the business advisory firm to help both of you
structure the asset to clean up and fits your country needs, in
legitimate way. If you never use business advisory services, don’t talk
cock to again “deceive Big Dog” inteligence. Your nonsense would means
Goldman Sachs, JP Morgan or even CIMB alike who do corporate structuring
are “owners” of their projects? So these advisory firms are “inducing”
their clients? They all use “woodoo” to hold your MD chong hand to sign
contract, sign cheque? Show SSM share registrar to show if the
consultants names are in any of your verbal alegations or not, does what
Big Dog does – show document proofs. If no proof, don’t insult Big Dog
inteligence here.

Alice alleged:

2. Tey Por Yee’s lawsuit through Kingdom Seekers are vexatious at
best because after Dato Chong’s last press conference, Tey finally
admits that the RM 10million wired to Dato Chong’s bank account was
actually part of a payment for a RM 20million loan received by Tey so he
would be able to finalize the purchase of Protasco’s share. Larry also
said to media, to the effect that he refused to return the rest RM
10million he owned to Dato Chong.

Hangover replied:

2. Making up nonsense in point 1 still don’t feel shameful enough? Further
made up defamation statement quoted “Tey admitted the rm10mil was to
repay loan bla bla bla”. Most laughable “he refuse to repay bla bla
bla”. Which Disneyland Tabloit did you saw Tey said such nonsense?
Master of fact twister, put a link here to proof such report.
The fact is newspaper written that Tey has a loan for one of his company
more like “security fund” to ensure that MD Chong don’t play cheat and
ensure he fulfill his agreement, which only gets to repay AFTER MD Chong
“completed oil asset acquisition”. Which means this is totally seperate
dealing from the money MD Chong took, and MD Chong has not completed
the oil asset acquisition, repay what? This criminal act if Indonesia
told media is true, MD Chong does not know how to cover, pulled two
unrelated dealing to match his lies. This is too much. Dare enough to
show proof of “loan agreement”, which may imply MD Chong go further
straight to jail? If no proof, don’t insult Big Dog further. If know the
consequences, shut up or he goes in faster!

Alice alleged:

3. It is not that Dato Tan Sri takes side with Dato Chong, but he
acted as what he did because Larry Tey/Tey Por Yee failed to produce any
documents evidencing Dato Chong’s wrongdoing when he was given chance
to during the board meetings.All of the above informations can be obtained by googling.That being said, I found that the one who is without integrity is Larry Tey Por Yee and Adrian Ooi Kock Aun.

Hangover replied:3.
“The mickey mouse club Tan Sri, Dato etc whatever sided MD Chong bla bla bla” and did not see “evidence” nonsense.
Hallo mickeys? All media got a copy, you wide open eye says “you did not
see evidence”? The hard evidence is photocopied even nasi bungkus
newspaper also can find. Those are black and white copies. Dare to show
loan agreement what terms MD chong signed? We forgot, he goes to jail if
truth shows he is lying. If so, shut up on the covering.
On the other hand, Tey and Ooi as per media recorded their board minutes
shown, “the mickey mouse club” purposely rush a board meeting when they
were on vacation, and board minutes shows NO paper proven evidence
except “an office boy <>allegations” toilet paper called Statutory
Declaration. Hallo mickeys, if a gardener alegations without giving
hard evidence saying Tan Sri “rape him”, you straight report polis and
sue Tan Sri to court? Without even asking Tan Sri “you rape the
gardener?” At least ask him show his dick for lab examination. Wake up
Disneyland jokers, you insult Big Dog like he don’t know what is
“natural justice”? No matter how you cover up the mickey mouse failure
in fulfilling their fiduciary duty as directors (of mickey mouse club),
resign or be punished uglily. Shame on your seniority and what ajaran
sesat teach you to bully two young people playing “seniority and
sympathy”. Definately not infront of Big Dog.

Alice posted another allegation:Facts giving rise to the case:

1. On November 2012, Tey Por Yee brought a potential investment
opportunity to Protasco, which involve the purchase of 76% shares of the
total issued share capital of ASI. ASI owned and controlled 49% of PT
Firman Andalan Sakti/FAS which owned 70% of PT Hase Bumou Aceh/Haseba..
Haseba had entered into a partnership agreement with PT Pertamina to
develop and produce oil and gas in the Aceh Province, Indonesia (the
“Project”).2. Protasco entered into a sale and purchase agreement with ASU for
the acquisition of 76% of the share capital of ASI amounting to USD
55million (“SPA”). Pursuant to the SPA, Protasco deposit amount of RM
50million to ASU’s account.

Hangover replied:

The next sentence, again, same old MD Chong style, with defamation
and allegation, shameful enough to question Tey and Ooi “integrity”.
Hallo? Reading the ugly facts above being reveal, Mr. Alice Chong, you
still qualified to even say the word integrity? By now, readers would
shout “Snake and Mr. Alice, beat Alice first!” Lets open up more ugly
lies below.

The traps lets slice the masked devil line by line:

Alice alleged:

3. Due to significant material discoveries made through the Due
Dilligence, Protasco secured a reduction to the purchase price and
signed the Amended and Restated Sale and Purchase Agreement. Some
Conditions Precedents were not fulfilled on the side of ASU because it
is actually not attainable.

Hangover replied:

3. Read the nonsense, you will find clear doubts the entire process.
What material findings? Show the facts with proof here. No integrity and
shameful to say that “MD Chong don’t want to honor a proven legitimate
deal”, no face to admit such guilty motive? The explanation to media
report was, MD Chong on purpose setting new terms and cause a supposedly
less than 6 months deal as per his shareholders agreement, to delay
over 18 months, by setting beyond industry “standards terms by himself”
causing the deal to falls into dead lock. Hallo Mickey mouse! Who on the
Mickey mouse club knows about a foreign oil business? In what
Disneyland name you learn to do business setting “terms to ask
government follow your Mickey Mouse way”? There is only YOU the Mouse
Club follows what government SOP and terms, not the other way round,
rats! If there is a will to HONOR and COMPLETE the feasible and
legitimate oil deal, it would have been done by hiring Indonesia oil
experts, and completed long time ago. There is no intention except
Mickey mouse show, that is how the traps were set in the layers of
subsequent Mickey mouse terms. The vendor could have sue the company for
defamation and cheating by wasted their time and opportunity cost.
Lucky the Indonesia is in new government transition period, no officer
is free to sue the Mickeys.

Alice alleged:4. During a board meeting of Protasco to discuss the issue of SPA’s
which resulted in the formation of the investigation committee/IC, Larry
Tey vigorously defended ASU.

Hangover replied:

4. Tey as the whistle blower would have told straight forward to the
Mickey mouse board members, the lengthen excused by company (MD Chong)
to keep delay the due diligence proven asset, and keep adding new terms
to a 2 years long deal, would be seen as “intention to not honor a
deal”, by common sense if company recklessly set terms beyond industry
norms, obviously it would be harmful to company if vendor sue for
opportunity cost – it is not uncommon the economic value lost due to
Mickey mouse way of handling oil project “all by themselves inside mouse
club”, what the rats know about oil?!
Here comes the “burst of ugly face of MD Chong slap wide open the fake
mask reveal his true intention”! He just don’t want to honor his words,
be it how good the asset is. Why? Because he is a control freak, he does
not want to honor his promise to what he signed on shareholders
agreement. At the cost of company and at the devil calls to lie to whole
world, starting from within his Mickey Mouse club board members!

Alice alleged:

5. The finding of the IC, inter alia, are as follows:a. Larry Tey first approached Dato Chong in November 2012 through his
vehicle, Global Capital Limited to jointly develop an oil and gas
project based in Indonesia;b. Larry Tey and Adrian Ooi are the beneficial owners of: ASU, PT
Inovisi, Acclaim Investment Limited, and PT Green Pine (the largest
single owners of PT Inovisi).

6. In view of the findings from the investigations, it became evident
that Protasco had been a victim of deception, and fraud by ASU, Larry
Tey and Adrian Ooi since neither of them disclosed their personal
interest in ASI to the board of directors of Protasco as they are
required under the law. In fact, Protasco was wrongly led to believe
that the business opportunity to invest in ASI with ASU is undertaken at
arms length.

Hangover replied:6. Here’s the amusing part or jewel of Mickey Mouse Club house IC (incapable cocks) conclusion:
Based on ALL above lies, and an office boy Verbal Lie statement, with
zero hard evidence, the Club chairman Latuk Kuching Kurap, Dato Kambing
and Mr. hantu concluded “gardener said that Tan Sri rape the gardener is
confirm, real, send Syariah court NOW, be stoned today this evening,
cannot wait”.

Tan Sri cries “wait, let me explain….”, Latuk Kuching Kurap said
“shhhh, Tan Sri, go explain to Your God, after you are stoned in Syariah
court. You cannot talk (truth) in Mickey Mouse Club or else board
meeting will record (truth), we all Mouseketeer will be shown made
mistake, you die better than we die. Shhhh. F off!” Board meeting
dismissed.

That’s how corporate governance are conducted and justice are served in Disneyland. Interesting?

Anyone who painfully coughed out RM97 million to later face all this, will be angry. Did Hangover paid that RM97 million?

Leave that as it may.

Due dilligence

Interestingly, the owner of the removed blog Right To Be Heard responded to our private e-mail. After two emails, we received the full agreements and the due diligence report.

The due dilligence report was done by reputable firms internationally and in Indonesia. The email said it was coordinated by Choong's son. See the front cover of the due diligence below:

Since the due dilligence was undertaken by the buyer, Protasco, naturally all the downside are explored. In one go, it the venture seemed to have lots of flaw but that is quite normal.

Chong signed the first SPA on December 28, 2012. Then a supplemental agreement to revise the SPA on June 28 2013.

Finally after the due dilligence, they signed an amended SPA on January 30, 2014. The original deal of 76% at US$55 million was revised to 63% at US$22 million. The flaw had generally been accounted for.

Were they cheated into a potentially losing prepositions?

The above was the number presented to Chong's son and passed to the Board. There will be a profit of US$22 million and with cost expected at 13%.

The deal to purchase PT ASU was profitable. On top of that, The Star here quoted Protasco was given a profit guarantee of US$22 million.

Now, was there a clause in the SPA for PT ASU to get a 10 year extension? That has to be found out but this was highlighted below:

That tenure was laid out on the table.

We are still unsure whether there exist a clause on their SPA agreements that stipulate PT ASU must secure an extension of 10 years from Pertamina.

It is usually up to the government to determine. PT ASU couldn't possibly agree and guarantee to a position beyond their ability to do so.

In case there is an issue made out on non-disclosure on PT ASU's financial liabilities, their outstanding loan to an Indonesian Bank is made known.

There is a time for everything. All in good times. Further more, many others are already talking.

This posting is about Protasco but why talk of 1mdb?

Still waiting for someone to tell us that our suspicion is wrong on Protasco.

What did the two young tey and ooi did wrong. How does asking that question made our reputation go down?

How does giving space to one side make our reputation go when one side cornered the newspaper and media to be bias with their side of the story and indulge in unfair one sided attack. This is not not 70s to 00 where BN control the media and blackout opposition.

6.49

I have that suspicion too. They only make accusations to get shareholders support for 26th. When ask for proof, they will say it is with police and in court, so it is subjudice.to say.

Then come the key word "honestly speaking ..." so vote with us. But is it honest?

Upon gaining control and cancelling everything, what about stock.owners who went into protasco on expectation of oil and gas business.

If there is suspicion and accusation agst Tey and Ooi, lay it out than trying to do personal attack and insulting us with accusations in this commentary box.

This blog do not release immature comments like that. We are discouraging exchanging insults in this commentary box.

Being a shareholder, I'm confused. I want to believe on what Dato' Seri Chong accused (since TPY and Ooi were NEW directors), but I received inadequate info and evidence. Thus, I'm slowly happened to take side on TPY camp.It might be because so many thing I can found about TPY activities, but less on Dato' Chong camp.

Nevertheless, what if you provide us with a fair info and comment on both side? So we can be a better judge and a better conclusion been made perhaps. Cheers!

No matter how Chong and Hadenan hug together defame and discredit their victims, they are no innocent devils.

Hadrnan saw and disregard such obvious flaws. Chong incompetent to tell Hadenan on this 1 Nov 2012 secret profit agreement. My english is not good, but Chong signeda nd agred to buy from seller, be it Indoensian or Not what is it got to do with his conspiracy? He agree to buy from seller thats all it takes.

In 2010, there was a Chinaman Tan Sri who always claimed to be a top dog in equity investments, cheated the minorities. He was caught by the SC and paid the price by paying back what he cheated and was fined. Will these Chinamen ever learn ?

This stupid behaviour manifested itself in many listed Companies on the Bursa. For example, the substantial shareholder sells his over-valued assets to the listed company he controls with 20% of the shares !

The kind of con man like Chong Ket Pen is not new. The ungrateful reckless staff Chong Ket Pen who bites the hand who feeds him, is an animal. Newspaper editors who told the real story could be found every where online.

His boss Tey Por Yee could be found investing in many listed companies with constructive merger and acquisition to turn around dying companies, or expand the business which ends up reward long term investors, not short term speculators.https://teyporyeetruth.wordpress.com/

Some other trails world wide could also find his contribution to help turn dead lock businesses into new growth, which general market needs corporate advisories to achieve sustainability. Check out some International coverage:https://missionmartian.wordpress.com/

The kind of con man like Chong Ket Pen is not new. The ungrateful reckless staff Chong Ket Pen who bites the hand who feeds him, is an animal. Newspaper editors who told the real story could be found every where online.

His boss Tey Por Yee could be found investing in many listed companies with constructive merger and acquisition to turn around dying companies, or expand the business which ends up reward long term investors, not short term speculators.https://teyporyeetruth.wordpress.com/

Some other trails world wide could also find his contribution to help turn dead lock businesses into new growth, which general market needs corporate advisories to achieve sustainability. Check out some International coverage:https://missionmartian.wordpress.com/